Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2016shares | |
Document and Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q3 |
Trading Symbol | SEP |
Entity Registrant Name | SPECTRA ENERGY PARTNERS, LP |
Entity Central Index Key | 1,394,074 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 305,960,001 |
Entity General Partner, Units Outstanding | 6,244,082 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Revenues | ||||
Transportation of natural gas | $ 482 | $ 461 | $ 1,441 | $ 1,379 |
Transportation of crude oil | 89 | 93 | 262 | 267 |
Storage of natural gas and other | 57 | 58 | 167 | 175 |
Total operating revenues | 628 | 612 | 1,870 | 1,821 |
Operating Expenses | ||||
Operating, maintenance and other | 225 | 184 | 594 | 543 |
Depreciation and amortization | 78 | 74 | 232 | 220 |
Property and other taxes | 45 | 35 | 135 | 106 |
Total operating expenses | 348 | 293 | 961 | 869 |
Operating Income | 280 | 319 | 909 | 952 |
Other Income and Expenses | ||||
Earnings from equity investments | 35 | 49 | 92 | 134 |
Other income and expenses, net | 38 | 23 | 89 | 49 |
Total other income and expenses | 73 | 72 | 181 | 183 |
Interest Expense | 53 | 59 | 165 | 179 |
Earnings Before Income Taxes | 300 | 332 | 925 | 956 |
Income Tax Expense | 4 | 1 | 13 | 8 |
Net Income | 296 | 331 | 912 | 948 |
Net Income—Noncontrolling Interests | 21 | 10 | 52 | 27 |
Net Income—Controlling Interests | 275 | 321 | 860 | 921 |
Calculation of Limited Partners’ Interest in Net Income: | ||||
Net Income—Controlling Interests | 275 | 321 | 860 | 921 |
Less: General partner’s interest in net income | 81 | 66 | 226 | 184 |
Limited partners’ interest in net income | $ 194 | $ 255 | $ 634 | $ 737 |
Weighted-average limited partner units outstanding—basic and diluted | 304 | 301 | 296 | 297 |
Net income per limited partner unit—basic and diluted | $ 0.64 | $ 0.85 | $ 2.14 | $ 2.48 |
Distributions paid per limited partner unit | $ 0.66375 | $ 0.61375 | $ 1.95375 | $ 1.80375 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net Income | $ 296 | $ 331 | $ 912 | $ 948 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (4) | (10) | 8 | (23) |
Total other comprehensive income (loss) | (4) | (10) | 8 | (23) |
Total Comprehensive Income | 292 | 321 | 920 | 925 |
Less: Comprehensive Income—Noncontrolling Interests | 21 | 10 | 52 | 27 |
Comprehensive Income—Controlling Interests | $ 271 | $ 311 | $ 868 | $ 898 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 365 | $ 168 |
Receivables, net | 307 | 272 |
Inventory | 42 | 37 |
Fuel tracker | 19 | 41 |
Other | 28 | 26 |
Total current assets | 761 | 544 |
Investments and Other Assets | ||
Investments in and loans to unconsolidated affiliates | 1,049 | 904 |
Goodwill | 3,235 | 3,232 |
Other | 134 | 44 |
Total investments and other assets | 4,418 | 4,180 |
Property, Plant and Equipment | ||
Cost | 19,137 | 17,491 |
Less accumulated depreciation and amortization | 3,820 | 3,654 |
Net property, plant and equipment | 15,317 | 13,837 |
Regulatory Assets and Deferred Debits | 355 | 290 |
Total Assets | 20,851 | 18,851 |
Current Liabilities | ||
Accounts payable | 425 | 322 |
Commercial paper | 1,177 | 476 |
Taxes accrued | 79 | 60 |
Interest accrued | 33 | 72 |
Current maturities of long-term debt | 422 | 283 |
Other | 125 | 258 |
Total current liabilities | 2,261 | 1,471 |
Long-term Debt | 5,454 | 5,845 |
Deferred Credits and Other Liabilities | ||
Deferred income taxes | 42 | 38 |
Regulatory and other | 162 | 151 |
Total deferred credits and other liabilities | 204 | 189 |
Commitments and Contingencies | ||
Partners’ Capital | ||
Common units (306.0 million and 285.1 million units issued and outstanding at September 30, 2016 and December 31, 2015, respectively) | 11,536 | 10,527 |
General partner units (6.2 million and 5.8 million units issued and outstanding at September 30, 2016 and December 31, 2015, respectively) | 424 | 336 |
Accumulated other comprehensive loss | (42) | (50) |
Total partners’ capital | 11,918 | 10,813 |
Noncontrolling interests | 1,014 | 533 |
Total equity | 12,932 | 11,346 |
Total Liabilities and Equity | $ 20,851 | $ 18,851 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - shares shares in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Common units, units issued | 306 | 285.1 |
Common units, units outstanding | 306 | 285.1 |
General partner units, units issued | 6.2 | 5.8 |
General partner units, units outstanding | 6.2 | 5.8 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 912 | $ 948 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 237 | 226 |
Deferred income tax expense | 4 | 2 |
Earnings from equity investments | (92) | (134) |
Distributions from equity investments | 87 | 146 |
Other | (78) | (58) |
Net cash provided by operating activities | 1,070 | 1,130 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (1,546) | (1,161) |
Investments in and loans to unconsolidated affiliates | (181) | (91) |
Purchase of intangible, net | (80) | 0 |
Distributions from equity investments | 45 | 440 |
Distribution to equity investment | (148) | 0 |
Purchases of held-to-maturity securities | (31) | (33) |
Proceeds from sales and maturities of held-to-maturity securities | 26 | 25 |
Purchases of available-for-sale securities | (550) | 0 |
Proceeds from sales and maturities of available-for-sale securities | 546 | 0 |
Other changes in restricted funds | 7 | (15) |
Other | (2) | 0 |
Net cash used in investing activities | (1,914) | (835) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from the issuance of long-term debt | 0 | 994 |
Payments for the redemption of long-term debt | (267) | (16) |
Net increase (decrease) in commercial paper | 701 | (907) |
Distributions to noncontrolling interests | (22) | (23) |
Contributions from noncontrolling interests | 437 | 164 |
Proceeds from the issuances of units | 972 | 358 |
Distributions to partners | (777) | (705) |
Other | (3) | (9) |
Net cash provided by (used in) financing activities | 1,041 | (144) |
Net increase in cash and cash equivalents | 197 | 151 |
Cash and cash equivalents at beginning of period | 168 | 140 |
Cash and cash equivalents at end of period | 365 | 291 |
Supplemental Disclosures | ||
Property, plant and equipment non-cash accruals | $ 219 | $ 202 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Millions | Total | Limited Partners Common | General Partner | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests |
Beginning balance at Dec. 31, 2014 | $ 11,006 | $ 10,474 | $ 284 | $ (20) | $ 268 |
Increase (Decrease) in Equity | |||||
Net income | 948 | 737 | 184 | 27 | |
Other comprehensive income (loss) | (23) | (23) | |||
Attributed deferred tax benefit | 29 | 25 | 4 | ||
Issuances of units | 358 | 351 | 7 | ||
Distributions to partners | (705) | (537) | (168) | ||
Contributions from noncontrolling interests | 164 | 164 | |||
Distributions to noncontrolling interests | (23) | (23) | |||
Ending balance at Sep. 30, 2015 | 11,754 | 11,025 | 332 | (43) | 440 |
Beginning balance at Dec. 31, 2015 | 11,346 | 10,527 | 336 | (50) | 533 |
Increase (Decrease) in Equity | |||||
Net income | 912 | 634 | 226 | 52 | |
Other comprehensive income (loss) | 8 | 8 | |||
Attributed deferred tax benefit | 56 | 42 | 14 | ||
Issuances of units | 972 | 952 | 20 | ||
Distributions to partners | (777) | (577) | (200) | ||
Contributions from noncontrolling interests | 437 | 437 | |||
Distributions to noncontrolling interests | (22) | (22) | |||
Ending balance at Sep. 30, 2016 | $ 12,932 | $ 11,536 | $ 424 | $ (42) | $ 1,014 |
General
General | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General The terms “we,” “our,” “us” and “Spectra Energy Partners” as used in this report refer collectively to Spectra Energy Partners, LP and its subsidiaries unless the context suggests otherwise. These terms are used for convenience only and are not intended as a precise description of any separate legal entity within Spectra Energy Partners. Nature of Operations. Spectra Energy Partners, through its subsidiaries and equity affiliates, is engaged in the transmission, storage and gathering of natural gas and the transportation and storage of crude oil through interstate pipeline systems. We are a Delaware master limited partnership. As of September 30, 2016 , Spectra Energy Corp (Spectra Energy) and its subsidiaries collectively owned 76% of us and the remaining 24% was publicly owned. On September 6, 2016, Spectra Energy announced that they entered into a definitive merger agreement with Enbridge Inc. (Enbridge). Under this agreement, Enbridge and Spectra Energy will combine in a stock-for-stock merger transaction, which values Spectra Energy's stock at approximately $28 billion , based on the closing price of Enbridge common shares as of September 2, 2016 . This transaction was unanimously approved by both boards of directors, and is expected to close in the first quarter of 2017, subject to shareholder and certain regulatory approvals and other customary conditions. Upon completion of the proposed merger, Spectra Energy shareholders will receive 0.984 Enbridge common shares for each share of Spectra Energy stock they own. The consideration to be received is valued at $40.33 per Spectra Energy share, based on the closing price of Enbridge common shares as of September 2, 2016 , representing an approximate 11.5% premium to the closing price of Spectra Energy stock as of September 2, 2016 . Upon completion of the merger, Enbridge shareholders are expected to own approximately 57% of the combined company and Spectra Energy shareholders are expected to own approximately 43% . As a result of this transaction, Enbridge and its subsidiaries will collectively own the interest in us currently held by Spectra Energy. Basis of Presentation. The accompanying Condensed Consolidated Financial Statements include our accounts and the accounts of our majority-owned subsidiaries, after eliminating intercompany transactions and balances. These interim financial statements should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K, for the year ended December 31, 2015 , and reflect all normal recurring adjustments that are, in our opinion, necessary to fairly present our results of operations and financial position. Amounts reported in the Condensed Consolidated Statements of Operations are not necessarily indicative of amounts expected for the respective annual periods. Spectra Energy and its affiliates are solely responsible for providing the employees and other personnel necessary to conduct our operations. Our costs of doing business have been reflected in our financial accounting records for the periods presented. These costs include direct charges and allocations from Spectra Energy and its affiliates for business services, such as payroll, accounts payable and facilities management; corporate services, such as finance and accounting, legal, human resources, investor relations, public and regulatory policy, and senior executives; and pension and other post-retirement benefit costs. Use of Estimates. To conform with generally accepted accounting principles (GAAP) in the United States, we make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and Notes to Condensed Consolidated Financial Statements. Although these estimates are based on our best available knowledge at the time, actual results could differ. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments We manage our business in two reportable segments: U.S. Transmission and Liquids. The remainder of our business operations is presented as “Other,” and consists of certain corporate costs. Our chief operating decision maker regularly reviews financial information about both segments in deciding how to allocate resources and evaluate performance. There is no aggregation of segments within our reportable business segments. The U.S. Transmission segment provides interstate transmission, storage and gathering of natural gas. Substantially all of our operations are subject to the Federal Energy Regulatory Commission (FERC) and the Department of Transportation’s (DOT’s) rules and regulations. Our investments in Gulfstream Natural Gas System, LLC (Gulfstream), Southeast Supply Header, LLC (SESH) and Steckman Ridge, LP are included in U.S. Transmission. The Liquids segment provides transportation of crude oil. The Express-Platte pipeline system (Express-Platte) is a crude oil pipeline system that connects Canadian and U.S. producers to refineries in the U.S. Rocky Mountain and Midwest regions. These operations are primarily subject to the rules and regulations of the FERC and the National Energy Board (NEB). We held direct one-third ownership interests in DCP Sand Hills Pipeline, LLC (Sand Hills) and DCP Southern Hills Pipeline, LLC (Southern Hills) until October 30, 2015. Our reportable segments offer different products and services and are managed separately as business units. Management evaluates segment performance based on earnings before interest, taxes, and depreciation and amortization (EBITDA). Cash, cash equivalents and investments are managed centrally, so the gains and losses on foreign currency remeasurement, and interest and dividend income, are excluded from the segments’ EBITDA. Our segment EBITDA may not be comparable to similarly titled measures of other companies because other companies may not calculate EBITDA in the same manner. Business Segment Data Condensed Consolidated Statements of Operations Total Operating Revenues Depreciation and Amortization Segment EBITDA/Consolidated Earnings Before Income Taxes (in millions) Three Months Ended September 30, 2016 U.S. Transmission $ 535 $ 71 $ 392 Liquids 93 7 60 Total reportable segments 628 78 452 Other — — (21 ) Depreciation and amortization — — 78 Interest expense — — 53 Interest income and other — — — Total consolidated $ 628 $ 78 $ 300 Three Months Ended September 30, 2015 U.S. Transmission $ 515 $ 67 $ 401 Liquids 97 7 79 Total reportable segments 612 74 480 Other — — (13 ) Depreciation and amortization — — 74 Interest expense — — 59 Interest income and other — — (2 ) Total consolidated $ 612 $ 74 $ 332 Nine Months Ended September 30, 2016 U.S. Transmission $ 1,602 $ 210 $ 1,209 Liquids 268 22 174 Total reportable segments 1,870 232 1,383 Other — — (63 ) Depreciation and amortization — 232 Interest expense — — 165 Interest income and other — — 2 Total consolidated $ 1,870 $ 232 $ 925 Nine Months Ended September 30, 2015 U.S. Transmission $ 1,546 $ 197 $ 1,186 Liquids 275 23 221 Total reportable segments 1,821 220 1,407 Other — — (48 ) Depreciation and amortization — — 220 Interest expense — — 179 Interest income and other — — (4 ) Total consolidated $ 1,821 $ 220 $ 956 |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit and Cash Distributions | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Net Income Per Limited Partner Unit and Cash Distributions | Net Income Per Limited Partner Unit and Cash Distributions The following table presents our net income per limited partner unit calculations: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in millions, except per unit amounts) Net income—controlling interests $ 275 $ 321 $ 860 $ 921 Less: General partner’s interest in net income—2% 5 6 17 18 General partner’s interest in net income attributable to incentive distribution rights 76 60 209 166 Limited partners’ interest in net income $ 194 $ 255 $ 634 $ 737 Weighted average limited partner units outstanding—basic and diluted 304 301 296 297 Net income per limited partner unit—basic and diluted $ 0.64 $ 0.85 $ 2.14 $ 2.48 Our partnership agreement requires that, within 60 days after the end of each quarter, we distribute all of our Available Cash, as defined, to unitholders of record on the applicable record date. Available Cash. Available Cash, for any quarter, consists of all cash and cash equivalents on hand at the end of that quarter: • less the amount of cash reserves established by the general partner to: • provide for the proper conduct of business, • comply with applicable law, any debt instrument or other agreement, or • provide funds for minimum quarterly distributions to the unitholders and to the general partner for any one or more of the next four quarters, • plus, if the general partner so determines, all or a portion of cash and cash equivalents on hand on the date of determination of Available Cash for the quarter. Incentive Distribution Rights. The general partner holds incentive distribution rights beyond the first target distribution in accordance with the partnership agreement as follows: Total Quarterly Distribution Marginal Percentage Interest in Distributions Target Per-Unit Amount Common Unitholders General Partner Minimum Quarterly Distribution $0.30 98 % 2 % First Target Distribution up to $0.345 98 % 2 % Second Target Distribution above $0.345 up to $0.375 85 % 15 % Third Target Distribution above $0.375 up to $0.45 75 % 25 % Thereafter above $0.45 50 % 50 % To the extent these incentive distributions are made to the general partner, there will be more Available Cash proportionately allocated to our general partner than to holders of common units. A cash distribution of $0.67625 per limited partner unit was declared on November 2, 2016 and is payable on November 29, 2016 to unitholders of record at the close of business on November 14, 2016 . There is a reduction in the aggregate quarterly distributions, if any, to Spectra Energy, (as holder of incentive distribution rights), by $4 million per quarter for a period of 12 consecutive quarters ending on September 30, 2018 as a result of the sale of our interests in Sand Hills and Southern Hills to Spectra Energy. |
Transaction with Affiliate
Transaction with Affiliate | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Transaction with Affiliate | Transaction with Affiliate During the third quarter of 2015, Gulfstream issued unsecured debt of $800 million to fund the repayment of its current debt. Gulfstream distributed $396 million , our proportionate share of proceeds, to us of which we contributed $248 million back to Gulfstream in the fourth quarter of 2015 and the remaining $148 million , classified as Cash Flow from Investing Activities — Distribution to Equity Investment, in the second quarter of 2016. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entity Disclosure | Variable Interest Entities Sabal Trail. On April 1, 2016, NextEra Energy, Inc. (NextEra) purchased a 9.5% interest in Sabal Trail Transmission, LLC (Sabal Trail) from us. Consideration for this transaction consisted of approximately $110 million cash, $102 million of which is classified as Cash Flows from Financing Activities — Contributions from Noncontrolling Interests. See Note 6 for additional information related to this transaction. As of September 30, 2016 , we owned a 50% interest in Sabal Trail, a joint venture that is constructing a natural gas pipeline to transport natural gas to Florida. Sabal Trail is a variable interest entity (VIE) due to insufficient equity at risk to finance its activities. We determined that we are the primary beneficiary because we direct the activities of Sabal Trail that most significantly impact its economic performance and we consolidate Sabal Trail in our financial statements. The current estimate of the total remaining construction cost is approximately $1.5 billion . The following summarizes assets and liabilities for Sabal Trail: Condensed Consolidated Balance Sheets September 30, 2016 December 31, 2015 (in millions) Assets Current assets $ 303 $ 118 Net property, plant and equipment 1,363 773 Regulatory assets and deferred debits 58 25 Total Assets $ 1,724 $ 916 Liabilities and Equity Current liabilities $ 128 $ 84 Equity 1,596 832 Total Liabilities and Equity $ 1,724 $ 916 Nexus. We own a 50% interest in Nexus Gas Transmission, LLC (Nexus), a joint venture that is constructing a natural gas pipeline from Ohio to Michigan and continuing on to Ontario, Canada. Nexus is a VIE due to insufficient equity at risk to finance its activities. We determined that we are not the primary beneficiary because the power to direct the activities of Nexus that most significantly impact its economic performance is shared. We account for Nexus under the equity method. Our maximum exposure to loss is $1.0 billion . We have an investment in Nexus of $281 million and $90 million as of September 30, 2016 and December 31, 2015 , respectively, classified as Investments in and Loans to Unconsolidated Affiliates on our Condensed Consolidated Balance Sheets. |
Intangible Asset
Intangible Asset | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure | Intangible Asset During the first quarter of 2016 we entered into a project coordination agreement (PCA) with NextEra, Duke Energy Corporation and Williams Partners L.P. In accordance with the agreement, payments will be made, based on our proportional ownership interest in the Sabal Trail project, as certain milestones of the project are met. During the first quarter of 2016, the first milestone was achieved and paid, consisting of $48 million . On April 1, 2016, NextEra purchased an additional 9.5% interest in Sabal Trail, reducing our ownership interest in Sabal Trail to 50% . Upon purchase of the additional ownership interest, NextEra reimbursed us $8 million for NextEra’s proportional share of the first milestone payment, which reduced our total milestone payments to $40 million as of June 30, 2016. During the third quarter of 2016, the second milestone was achieved and paid, consisting of an additional payment of $40 million , for total milestone payments of $80 million as of September 30, 2016. Both payments are classified as Cash Flows from Investing Activities — Purchase of Intangible, Net. This PCA is an intangible asset and is classified as Investments and Other Assets — Other on our Condensed Consolidated Balance Sheet. The intangible asset will be amortized over a period of 25 years beginning at the time of in-service of Sabal Trail, which is expected to occur during the first half of 2017. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure | Goodwill We perform our goodwill impairment test annually and evaluate goodwill when events or changes in circumstances indicate that its carrying value may not be recoverable. We completed our annual goodwill impairment test as of April 1, 2016 and no impairments were identified. We perform our annual review for goodwill impairment at the reporting unit level, which is identified by assessing whether the components of our operating segments constitute businesses for which discrete financial information is available, whether segment management regularly reviews the operating results of those components and whether the economic and regulatory characteristics are similar. We determined that our reporting units are equivalent to our reportable segments. As permitted under accounting guidance on testing goodwill for impairment, we perform either a qualitative assessment or a quantitative assessment of each of our reporting units based on management’s judgment. With respect to our qualitative assessments, we consider events and circumstances specific to us, such as macroeconomic conditions, industry and market considerations, cost factors and overall financial performance, when evaluating whether it is more likely than not that the fair values of our reporting units are less than their respective carrying amounts. |
Marketable Securities and Restr
Marketable Securities and Restricted Funds | 9 Months Ended |
Sep. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities and Restricted Funds | Marketable Securities and Restricted Funds We routinely invest excess cash and various restricted balances in securities such as commercial paper, corporate debt securities, and other money market securities in the United States, as well as equity securities in Canada. We do not purchase marketable securities for speculative purposes, therefore we do not have any securities classified as trading securities. While we do not routinely sell marketable securities prior to their scheduled maturity dates, some of our investments may be held and restricted for the purposes of funding future capital expenditures and NEB regulatory requirements, so these investments are classified as available-for-sale (AFS) marketable securities as they may occasionally be sold prior to their scheduled maturity dates due to the unexpected timing of cash needs. Initial investments in securities are classified as purchases of the respective type of securities (AFS marketable securities or held-to-maturity (HTM) marketable securities). Maturities of securities are classified within proceeds from sales and maturities of securities in the Condensed Consolidated Statements of Cash Flows. AFS Securities. We had $15 million and $11 million of AFS securities classified as Investments and Other Assets — Other on the Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015 , respectively. As of September 30, 2016 , these investments include $14 million of restricted funds related to certain construction projects and $1 million are restricted funds held and collected from customers for Canadian pipeline abandonment in accordance with the NEB's regulatory requirements. The balance as of December 31, 2015 is all related to certain construction projects. At September 30, 2016 , the weighted-average contractual maturity of outstanding AFS securities was less than one year . There were no material gross unrecognized holding gains or losses associated with investments in AFS securities at September 30, 2016 or December 31, 2015 . HTM Securities. All of our HTM securities are restricted funds. We had $8 million and $3 million of money market securities classified as Current Assets — Other on the Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015 , respectively. These securities are restricted pursuant to certain Express-Platte debt agreements. At September 30, 2016 , the weighted-average contractual maturity of outstanding HTM securities was less than one year . There were no material gross unrecognized holding gains or losses associated with investments in HTM securities at September 30, 2016 or December 31, 2015 . Other Restricted Funds. In addition to the AFS and HTM securities that were restricted funds as described above, we had other restricted funds totaling $7 million and $14 million classified as Investments and Other Assets — Other on the Condensed Consolidated Balance Sheets at September 30, 2016 and December 31, 2015 , respectively. These restricted funds are related to certain construction projects. Changes in restricted balances are presented within Cash Flows from Investing Activities on our Condensed Consolidated Statements of Cash Flows. |
Debt and Credit Facility
Debt and Credit Facility | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Credit Facility | Debt and Credit Facility Available Credit Facility and Restricted Debt Covenants Expiration Date Total Credit Facility Capacity Commercial Available Credit Facility Capacity (in millions) Spectra Energy Partners, LP 2021 $ 2,500 $ 1,177 $ 1,323 On April 29, 2016, we amended our credit agreement. The total capacity was increased to $2.5 billion and the expiration date was extended to April 2021. The issuances of commercial paper, letters of credit and revolving borrowings reduce the amount available under the credit facility. As of September 30, 2016 , there were no letters of credit issued or revolving borrowings outstanding under the credit facility. Our credit agreements contain various covenants, including the maintenance of a consolidated leverage ratio, as defined in the agreements. Failure to meet those covenants beyond applicable grace periods could result in accelerated due dates and/or termination of the agreements. As of September 30, 2016 , we were in compliance with those covenants. In addition, our credit agreements allow for acceleration of payments or termination of the agreements due to nonpayment, or in some cases, due to the acceleration of our other significant indebtedness or other significant indebtedness of some of our subsidiaries. Our debt and credit agreements do not contain provisions that trigger an acceleration of indebtedness based solely on the occurrence of a material adverse change in our financial condition or results of operations. As noted above, the terms of our credit agreements require us to maintain a ratio of total Consolidated Indebtedness-to-Consolidated EBITDA, as defined in the agreement, of 5.0 to 1 or less. As of September 30, 2016 , this ratio was 3.7 to 1. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following presents, for each of the fair value hierarchy levels, assets that are measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 : Description Condensed Consolidated Balance Sheet Caption September 30, 2016 Total Level 1 Level 2 Level 3 (in millions) Corporate debt securities Cash and cash equivalents $ 302 $ — $ 302 $ — Corporate debt securities Investments and other assets — other 14 — 14 — Canadian equity securities Investments and other assets — other 1 1 — — Interest rate swaps Investments and other assets — other 28 — 28 — Total Assets $ 345 $ 1 $ 344 $ — Description Condensed Consolidated Balance Sheet Caption December 31, 2015 Total Level 1 Level 2 Level 3 (in millions) Corporate debt securities Cash and cash equivalents $ 112 $ — $ 112 $ — Corporate debt securities Investments and other assets — other 11 — 11 — Interest rate swaps Investments and other assets — other 14 — 14 — Total Assets $ 137 $ — $ 137 $ — Level 1 Level 1 valuations represent quoted unadjusted prices for identical instruments in active markets. Level 2 Valuation Techniques Fair values of our financial instruments that are actively traded in the secondary market, including our long-term debt, are determined based on market-based prices. These valuations may include inputs such as quoted market prices of the exact or similar instruments, broker or dealer quotations, or alternative pricing sources that may include models or matrix pricing tools, with reasonable levels of price transparency. For interest rate swaps, we utilize data obtained from a third-party source for the determination of fair value. Both the future cash flows for the fixed-leg and floating-leg of our swaps are discounted to present value. Level 3 Valuation Techniques Level 3 valuation techniques include the use of pricing models, discounted cash flow methodologies or similar techniques where at least one significant model assumption or input is unobservable. Level 3 financial instruments also include those for which the determination of fair value requires significant management judgment or estimation. Financial Instruments The fair values of financial instruments that are recorded and carried at book value are summarized in the following table. Judgment is required in interpreting market data to develop the estimates of fair value. These estimates are not necessarily indicative of the amounts we could have realized in current markets. September 30, 2016 December 31, 2015 Book Value Approximate Fair Value Book Value Approximate Fair Value (in millions) Note receivable, noncurrent (a) $ 71 $ 71 $ 71 $ 71 Long-term debt, including current maturities (b) 5,885 6,300 6,152 5,906 ________ (a) Included within Investments in and Loans to Unconsolidated Affiliates. (b) Excludes commercial paper, unamortized items and fair value hedge carrying value adjustments. The fair value of our long-term debt is determined based on market-based prices as described in the Level 2 valuation technique described above and is classified as Level 2. The fair values of cash and cash equivalents, restricted cash, short-term investments, accounts receivable, note receivable-noncurrent, accounts payable, commercial paper and short-term money market securities are not materially different from their carrying amounts because of the short-term nature of these instruments or because the stated rates approximate market rates. During the nine months ended September 30, 2016 and 2015 , there were no material adjustments to assets and liabilities measured at fair value on a nonrecurring basis. |
Risk Management and Hedging Act
Risk Management and Hedging Activities | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Risk Management and Hedging Activities | Risk Management and Hedging Activities Changes in interest rates expose us to risk as a result of our issuance of variable and fixed-rate debt and commercial paper. We are exposed to foreign currency risk from the Canadian portion of Express-Platte. We employ established policies and procedures to manage our risks associated with these market fluctuations, which may include the use of derivatives, mostly around interest rate exposures. For interest rate derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk is recognized in the Condensed Consolidated Statements of Operations. There were no significant amounts of gains or losses recognized in net income during the nine months ended September 30, 2016 . At September 30, 2016 , we had “pay floating — receive fixed” interest rate swaps outstanding with a total notional amount of $900 million to hedge against changes in the fair value of our fixed-rate debt that arise as a result of changes in market interest rates . These swaps also allow us to transform a portion of the underlying interest payments related to our long-term fixed-rate debt securities into variable-rate interest payments in order to achieve our desired mix of fixed and variable-rate debt. Information about our interest rate swaps that had netting or rights of offset arrangements are as follows: September 30, 2016 December 31, 2015 Gross Amounts Presented in the Condensed Consolidated Balance Sheet Amounts Not Offset in the Condensed Consolidated Balance Sheet Net Amount Gross Amounts Presented in the Condensed Consolidated Balance Sheet Amounts Not Offset in the Condensed Consolidated Balance Sheet Net Amount Description (in millions) Assets $ 28 $ — $ 28 $ 14 $ — $ 14 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental We are subject to various federal, state and local laws and regulations regarding air and water quality, hazardous and solid waste disposal and other environmental matters. These laws and regulations can change from time to time, imposing new obligations on us. Like others in the energy industry, we and our affiliates are responsible for environmental remediation at various contaminated sites. These include some properties that are part of our ongoing operations, sites formerly owned or used by us, and sites owned by third parties. Remediation typically involves management of contaminated soils and may involve groundwater remediation. Managed in conjunction with relevant federal, state/provincial and local agencies, activities vary with site conditions and locations, remedial requirements, complexity and sharing of responsibility. If remediation activities involve statutory joint and several liability provisions, strict liability, or cost recovery or contribution actions, we or our affiliates could potentially be held responsible for contamination caused by other parties. In some instances, we may share liability associated with contamination with other potentially responsible parties, and may also benefit from contractual indemnities that cover some or all cleanup costs. All of these sites generally are managed in the normal course of business or affiliated operations. Litigation Litigation and Legal Proceedings. We are involved in legal, tax and regulatory proceedings in various forums arising in the ordinary course of business, including matters regarding contract and payment claims, some of which involve substantial monetary amounts. We have insurance coverage for certain of these losses should they be incurred. We believe that the final disposition of these proceedings will not have a material effect on our consolidated results of operations, financial position or cash flows. Legal costs related to the defense of loss contingencies are expensed as incurred. We had no material reserves for legal matters recorded as of September 30, 2016 or December 31, 2015 related to litigation. |
Issuances of Common Units
Issuances of Common Units | 9 Months Ended |
Sep. 30, 2016 | |
Issuances of Common Units [Abstract] | |
Issuances of Common Units | Issuances of Common Units During the nine months ended September 30, 2016 , we issued 10.4 million common units to the public under our at-the-market program, and approximately 212,000 general partner units to Spectra Energy. Total net proceeds were $483 million , including approximately $10 million of proceeds from Spectra Energy. In April 2016, we issued 10.4 million common units and 0.2 million general partner units to Spectra Energy in a private placement transaction. Total net proceeds were $489 million , including $10 million for general partner units in order to maintain Spectra Energy's 2% general partner interest. We used the proceeds from this purchase for general partnership purposes, including the funding of our current expansion capital plan. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation,” which amends the consolidation guidance around reporting entities that invest in development stage entities. We adopted the consolidation guidance of this amendment on January 1, 2016 and applied it retrospectively with no material effect on our consolidated results of operations, financial position, or cash flows. This ASU did result in certain of our entities being classified as VIE. See Note 5 for discussion of our Variable Interest Entities. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis,” which makes changes to both the variable interest model and the voting model. These changes required reevaluation of certain entities for consolidation and required us to revise our documentation regarding the consolidation or deconsolidation of such entities. We adopted this standard on January 1, 2016 with no material effect on our consolidated operations, financial position, or cash flows. In September 2015, the FASB issued ASU No. 2015-16, “Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments , ” to simplify accounting for adjustments made to provisional amounts recognized in a business combination and to eliminate the retrospective accounting for those adjustments. We adopted this standard on January 1, 2016, and it has not had a material impact on our consolidated operations, financial position, or cash flows. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” to improve the financial reporting around leasing transactions. The new guidance requires companies to begin recording assets and liabilities arising from those leases classified as operating leases under previous guidance. Furthermore, the new guidance will require significant additional disclosures about the amount, timing and uncertainty of cash flows from leases. Topic 842 retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in previous guidance. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in the statement of comprehensive income and the statement of cash flows is largely unchanged from previous guidance. This ASU is effective for us January 1, 2019. We are currently evaluating this ASU and its potential impact on us. In March 2016, the FASB issued ASU No. 2016-05, “Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships,” which clarifies the hedge accounting impact when there is a change in one of the counterparties to the derivative contract (i.e. novation). This ASU is effective for us January 1, 2017. This ASU is not expected to have a material impact on our consolidated results of operations, financial position or cash flow. In March 2016, the FASB issued ASU No. 2016-06, “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments,” which simplifies the embedded derivative analysis for debt instruments containing contingent call or put options. This ASU is effective for us January 1, 2017. This ASU is not expected to have a material impact on our consolidated results of operations, financial position or cash flow. In March 2016, the FASB issued ASU No. 2016-07, “Investments—Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting,” which eliminates the requirement to apply the equity method of accounting retrospectively when a reporting entity obtains significant influence over a previously held investment. This ASU is effective for us January 1, 2017. We are currently evaluating this ASU and its potential impact on us. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” to clarify implementation guidance on principal versus agent considerations. This ASU is effective for us on January 1, 2018. We are currently evaluating this ASU and its potential impact on us. In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” to clarify implementation guidance on performance obligations and licensing. This ASU is effective for us on January 1, 2018. We are currently evaluating this ASU and its potential impact on us. In May 2016, the FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients , ” to clarify implementation guidance on assessing collectability, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition. This ASU is effective for us on January 1, 2018. We are currently evaluating this ASU and its potential impact on us. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , ” to replace the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires the consideration of a broader range of reasonable and supportable information to inform credit loss estimates. This ASU is effective for us on January 1, 2020. We are currently evaluating this ASU and its potential impact on us. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," to provide guidance on specific cash flow issues with the objective of reducing the existing diversity in practice. This ASU is effective for us on January 1, 2018. We are currently evaluating this ASU and its potential impact on us. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 17, 2016 we issued $800 million aggregate principal amount of senior unsecured notes, comprised of $600 million of 3.375% senior notes due in 2026 and $200 million of 4.50% senior notes due in 2045 . The new 2045 notes are an additional issuance of our 4.50% senior notes issued in March 2015. Net proceeds from the offering were used to repay a portion of outstanding commercial paper, to fund capital expenditures and for general partnership purposes. |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Goodwill, Policy | We perform our goodwill impairment test annually and evaluate goodwill when events or changes in circumstances indicate that its carrying value may not be recoverable. We completed our annual goodwill impairment test as of April 1, 2016 and no impairments were identified. We perform our annual review for goodwill impairment at the reporting unit level, which is identified by assessing whether the components of our operating segments constitute businesses for which discrete financial information is available, whether segment management regularly reviews the operating results of those components and whether the economic and regulatory characteristics are similar. We determined that our reporting units are equivalent to our reportable segments. As permitted under accounting guidance on testing goodwill for impairment, we perform either a qualitative assessment or a quantitative assessment of each of our reporting units based on management’s judgment. With respect to our qualitative assessments, we consider events and circumstances specific to us, such as macroeconomic conditions, industry and market considerations, cost factors and overall financial performance, when evaluating whether it is more likely than not that the fair values of our reporting units are less than their respective carrying amounts |
Derivatives, Offsetting Fair Value Amounts, Policy | For interest rate derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk is recognized in the Condensed Consolidated Statements of Operations. |
Fair Value Measurement, Policy | Level 1 Level 1 valuations represent quoted unadjusted prices for identical instruments in active markets. Level 2 Valuation Techniques Fair values of our financial instruments that are actively traded in the secondary market, including our long-term debt, are determined based on market-based prices. These valuations may include inputs such as quoted market prices of the exact or similar instruments, broker or dealer quotations, or alternative pricing sources that may include models or matrix pricing tools, with reasonable levels of price transparency. For interest rate swaps, we utilize data obtained from a third-party source for the determination of fair value. Both the future cash flows for the fixed-leg and floating-leg of our swaps are discounted to present value. Level 3 Valuation Techniques Level 3 valuation techniques include the use of pricing models, discounted cash flow methodologies or similar techniques where at least one significant model assumption or input is unobservable. Level 3 financial instruments also include those for which the determination of fair value requires significant management judgment or estimation. Financial Instruments The fair values of financial instruments that are recorded and carried at book value are summarized in the following table. Judgment is required in interpreting market data to develop the estimates of fair value. These estimates are not necessarily indicative of the amounts we could have realized in current markets. |
Use of Estimates, Policy | Use of Estimates. To conform with generally accepted accounting principles (GAAP) in the United States, we make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and Notes to Condensed Consolidated Financial Statements. Although these estimates are based on our best available knowledge at the time, actual results could differ |
Sabal Trail | |
Variable Interest Entity [Line Items] | |
Consolidation, Variable Interest Entity, Policy | Sabal Trail is a variable interest entity (VIE) due to insufficient equity at risk to finance its activities. We determined that we are the primary beneficiary because we direct the activities of Sabal Trail that most significantly impact its economic performance and we consolidate Sabal Trail in our financial statements. |
Nexus | |
Variable Interest Entity [Line Items] | |
Consolidation, Variable Interest Entity, Policy | Nexus is a VIE due to insufficient equity at risk to finance its activities. We determined that we are not the primary beneficiary because the power to direct the activities of Nexus that most significantly impact its economic performance is shared. We account for Nexus under the equity method. |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Business Segment Data | Business Segment Data Condensed Consolidated Statements of Operations Total Operating Revenues Depreciation and Amortization Segment EBITDA/Consolidated Earnings Before Income Taxes (in millions) Three Months Ended September 30, 2016 U.S. Transmission $ 535 $ 71 $ 392 Liquids 93 7 60 Total reportable segments 628 78 452 Other — — (21 ) Depreciation and amortization — — 78 Interest expense — — 53 Interest income and other — — — Total consolidated $ 628 $ 78 $ 300 Three Months Ended September 30, 2015 U.S. Transmission $ 515 $ 67 $ 401 Liquids 97 7 79 Total reportable segments 612 74 480 Other — — (13 ) Depreciation and amortization — — 74 Interest expense — — 59 Interest income and other — — (2 ) Total consolidated $ 612 $ 74 $ 332 Nine Months Ended September 30, 2016 U.S. Transmission $ 1,602 $ 210 $ 1,209 Liquids 268 22 174 Total reportable segments 1,870 232 1,383 Other — — (63 ) Depreciation and amortization — 232 Interest expense — — 165 Interest income and other — — 2 Total consolidated $ 1,870 $ 232 $ 925 Nine Months Ended September 30, 2015 U.S. Transmission $ 1,546 $ 197 $ 1,186 Liquids 275 23 221 Total reportable segments 1,821 220 1,407 Other — — (48 ) Depreciation and amortization — — 220 Interest expense — — 179 Interest income and other — — (4 ) Total consolidated $ 1,821 $ 220 $ 956 |
Net Income Per Limited Partne25
Net Income Per Limited Partner Unit and Cash Distributions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Net Income Per Limited Partner Unit Calculations | The following table presents our net income per limited partner unit calculations: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in millions, except per unit amounts) Net income—controlling interests $ 275 $ 321 $ 860 $ 921 Less: General partner’s interest in net income—2% 5 6 17 18 General partner’s interest in net income attributable to incentive distribution rights 76 60 209 166 Limited partners’ interest in net income $ 194 $ 255 $ 634 $ 737 Weighted average limited partner units outstanding—basic and diluted 304 301 296 297 Net income per limited partner unit—basic and diluted $ 0.64 $ 0.85 $ 2.14 $ 2.48 |
Incentive Distribution Rights in Accordance with Partnership Agreement | Incentive Distribution Rights. The general partner holds incentive distribution rights beyond the first target distribution in accordance with the partnership agreement as follows: Total Quarterly Distribution Marginal Percentage Interest in Distributions Target Per-Unit Amount Common Unitholders General Partner Minimum Quarterly Distribution $0.30 98 % 2 % First Target Distribution up to $0.345 98 % 2 % Second Target Distribution above $0.345 up to $0.375 85 % 15 % Third Target Distribution above $0.375 up to $0.45 75 % 25 % Thereafter above $0.45 50 % 50 % |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Variable Interest Entity [Line Items] | |
Schedule of Variable Interest Entities | The following summarizes assets and liabilities for Sabal Trail: Condensed Consolidated Balance Sheets September 30, 2016 December 31, 2015 (in millions) Assets Current assets $ 303 $ 118 Net property, plant and equipment 1,363 773 Regulatory assets and deferred debits 58 25 Total Assets $ 1,724 $ 916 Liabilities and Equity Current liabilities $ 128 $ 84 Equity 1,596 832 Total Liabilities and Equity $ 1,724 $ 916 |
Debt and Credit Facility (Table
Debt and Credit Facility (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Credit Facility Summary | Available Credit Facility and Restricted Debt Covenants Expiration Date Total Credit Facility Capacity Commercial Available Credit Facility Capacity (in millions) Spectra Energy Partners, LP 2021 $ 2,500 $ 1,177 $ 1,323 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following presents, for each of the fair value hierarchy levels, assets that are measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 : Description Condensed Consolidated Balance Sheet Caption September 30, 2016 Total Level 1 Level 2 Level 3 (in millions) Corporate debt securities Cash and cash equivalents $ 302 $ — $ 302 $ — Corporate debt securities Investments and other assets — other 14 — 14 — Canadian equity securities Investments and other assets — other 1 1 — — Interest rate swaps Investments and other assets — other 28 — 28 — Total Assets $ 345 $ 1 $ 344 $ — Description Condensed Consolidated Balance Sheet Caption December 31, 2015 Total Level 1 Level 2 Level 3 (in millions) Corporate debt securities Cash and cash equivalents $ 112 $ — $ 112 $ — Corporate debt securities Investments and other assets — other 11 — 11 — Interest rate swaps Investments and other assets — other 14 — 14 — Total Assets $ 137 $ — $ 137 $ — |
Fair Values of Financial Instruments That are Recorded and Carried at Book Value | The fair values of financial instruments that are recorded and carried at book value are summarized in the following table. Judgment is required in interpreting market data to develop the estimates of fair value. These estimates are not necessarily indicative of the amounts we could have realized in current markets. September 30, 2016 December 31, 2015 Book Value Approximate Fair Value Book Value Approximate Fair Value (in millions) Note receivable, noncurrent (a) $ 71 $ 71 $ 71 $ 71 Long-term debt, including current maturities (b) 5,885 6,300 6,152 5,906 ________ (a) Included within Investments in and Loans to Unconsolidated Affiliates. (b) Excludes commercial paper, unamortized items and fair value hedge carrying value adjustments. |
Risk Management and Hedging A29
Risk Management and Hedging Activities Derivative Assets Offsetting (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Offsetting Derivative Assets [Abstract] | |
Derivative Assets Offsetting Table | Information about our interest rate swaps that had netting or rights of offset arrangements are as follows: September 30, 2016 December 31, 2015 Gross Amounts Presented in the Condensed Consolidated Balance Sheet Amounts Not Offset in the Condensed Consolidated Balance Sheet Net Amount Gross Amounts Presented in the Condensed Consolidated Balance Sheet Amounts Not Offset in the Condensed Consolidated Balance Sheet Net Amount Description (in millions) Assets $ 28 $ — $ 28 $ 14 $ — $ 14 |
General (Details)
General (Details) - USD ($) $ / shares in Units, $ in Billions | Oct. 01, 2016 | Sep. 30, 2016 | Sep. 02, 2016 |
Business Acquisition | |||
Business Acquisition, Share Price Premium | 11.50% | ||
Spectra Energy Corp | |||
Business Acquisition | |||
Ownership percentage by parent | 76.00% | ||
Publicly Owned | |||
Business Acquisition | |||
Ownership percentage by public | 24.00% | ||
Spectra Energy Corp | Enbridge, Inc | |||
Business Acquisition | |||
Business Acquisition, Date of Acquisition Agreement | Sep. 2, 2016 | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 0.984 | ||
Business Acquisition, Share Price | $ 40.33 | ||
Scenario, Forecast | Spectra Energy Corp | |||
Business Acquisition | |||
Business Acquisition, Percentage of Voting Interests Acquired | 43.00% | ||
Scenario, Forecast | Enbridge, Inc | |||
Business Acquisition | |||
Business Acquisition, Percentage of Voting Interests Acquired | 57.00% | ||
Scenario, Forecast | Spectra Energy Corp | Enbridge, Inc | |||
Business Acquisition | |||
Business Combination, Consideration Transferred | $ 28 |
Business Segments (Additional I
Business Segments (Additional Information) (Details) | 9 Months Ended |
Sep. 30, 2016reportable_segments | |
Segment Reporting Information | |
Number of reportable segments | 2 |
Business Segment Data (Details)
Business Segment Data (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information | ||||
Total operating revenues | $ 628 | $ 612 | $ 1,870 | $ 1,821 |
Depreciation and amortization | 78 | 74 | 232 | 220 |
Interest expense | 53 | 59 | 165 | 179 |
Interest income and other | 0 | (2) | 2 | (4) |
Earnings from continuing operations before income taxes | 300 | 332 | 925 | 956 |
US Transmission | ||||
Segment Reporting Information | ||||
Total operating revenues | 535 | 515 | 1,602 | 1,546 |
Earnings before interest taxes depreciation and amortization | 392 | 401 | 1,209 | 1,186 |
Depreciation and amortization | 71 | 67 | 210 | 197 |
Liquids | ||||
Segment Reporting Information | ||||
Total operating revenues | 93 | 97 | 268 | 275 |
Earnings before interest taxes depreciation and amortization | 60 | 79 | 174 | 221 |
Depreciation and amortization | 7 | 7 | 22 | 23 |
Other | ||||
Segment Reporting Information | ||||
Earnings before interest taxes depreciation and amortization | (21) | (13) | (63) | (48) |
Total Operating Segments | ||||
Segment Reporting Information | ||||
Total operating revenues | 628 | 612 | 1,870 | 1,821 |
Earnings before interest taxes depreciation and amortization | 452 | 480 | 1,383 | 1,407 |
Depreciation and amortization | $ 78 | $ 74 | $ 232 | $ 220 |
Net Income Per Limited Partne33
Net Income Per Limited Partner Unit and Cash Distributions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transaction [Line Items] | |||||
Net income—controlling interests | $ 275 | $ 321 | $ 860 | $ 921 | |
Less: General partner’s interest in net income | 81 | 66 | 226 | 184 | |
Limited partners’ interest in net income | $ 194 | $ 255 | $ 634 | $ 737 | |
Weighted-average limited partner units outstanding—basic and diluted | 304 | 301 | 296 | 297 | |
Net income per limited partner unit—basic and diluted | $ 0.64 | $ 0.85 | $ 2.14 | $ 2.48 | |
Partnership Interest | |||||
Related Party Transaction [Line Items] | |||||
Less: General partner’s interest in net income | $ 5 | $ 6 | $ 17 | $ 18 | |
General partner's interest in net income, ownership interest percentage | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% |
Incentive Distribution Rights | |||||
Related Party Transaction [Line Items] | |||||
Less: General partner’s interest in net income | $ 76 | $ 60 | $ 209 | $ 166 |
Net Income Per Limited Partne34
Net Income Per Limited Partner Unit and Cash Distributions - Incentive Distribution Rights in Accordance with Partnership Agreement (Details) | 9 Months Ended |
Sep. 30, 2016$ / shares | |
Minimum Quarterly Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Marginal Percentage Interest in Distributions Common Unitholders | 98.00% |
Marginal Percentage Interest in Distributions General Partner | 2.00% |
First Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Marginal Percentage Interest in Distributions Common Unitholders | 98.00% |
Marginal Percentage Interest in Distributions General Partner | 2.00% |
Second Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Marginal Percentage Interest in Distributions Common Unitholders | 85.00% |
Marginal Percentage Interest in Distributions General Partner | 15.00% |
Third Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Marginal Percentage Interest in Distributions Common Unitholders | 75.00% |
Marginal Percentage Interest in Distributions General Partner | 25.00% |
Thereafter | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Marginal Percentage Interest in Distributions Common Unitholders | 50.00% |
Marginal Percentage Interest in Distributions General Partner | 50.00% |
Minimum | Minimum Quarterly Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | $ 0.30 |
Minimum | Second Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | 0.345 |
Minimum | Third Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | 0.375 |
Minimum | Thereafter | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | 0.45 |
Maximum | First Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | 0.345 |
Maximum | Second Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | 0.375 |
Maximum | Third Target Distribution | |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |
Total Quarterly Distribution Target Per-Unit Amount (in dollars per share) | $ 0.45 |
Net Income Per Limited Partne35
Net Income Per Limited Partner Unit and Cash Distributions (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 02, 2016 | Sep. 30, 2016 |
Equity [Abstract] | ||
Distribution Made To Member Or Limited Partner Distribution Period | 60 days | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Distributions to be paid to unit holders | $ 0.67625 | |
Distribution to limited partner, declaration date | Nov. 2, 2016 | |
Distribution made to limited partner, distribution date | Nov. 29, 2016 | |
Distribution made to limited partner, date of record | Nov. 14, 2016 | |
Incentive Distribution Rights | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Contribution from Parent | $ 4 |
Transaction with Affiliate (Det
Transaction with Affiliate (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transaction [Line Items] | |||||
Distributions from equity investments | $ 45 | $ 440 | |||
Distributions to equity investment | $ 148 | 0 | |||
Gulfstream | Unconsolidated Affiliates | |||||
Related Party Transaction [Line Items] | |||||
Unsecured Debt | $ 800 | $ 800 | |||
Distributions from equity investments | $ 396 | ||||
Distributions to equity investment | $ 148 | $ 248 |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) $ in Millions | Oct. 01, 2016 | Apr. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | |||||
Contributions from noncontrolling interests | $ 437 | $ 164 | |||
Sabal Trail | |||||
Variable Interest Entity [Line Items] | |||||
Contributions from noncontrolling interests | $ 102 | ||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 50.00% | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | $ 1,724 | $ 916 | |||
Variable Interest Entity Consolidated Carrying Amount Liabilities and Equity | 1,724 | 916 | |||
Sabal Trail | Current Assets | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 303 | 118 | |||
Sabal Trail | Property, Plant and Equipment | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 1,363 | 773 | |||
Sabal Trail | Regulatory Assets and Deferred Debits | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 58 | 25 | |||
Sabal Trail | Current Liabilities | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 128 | 84 | |||
Sabal Trail | Equity | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity Consolidated Carrying Amount Equity | $ 1,596 | 832 | |||
Nexus | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount | $ 1,000 | ||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 50.00% | ||||
Investments | $ 281 | $ 90 | |||
Scenario, Forecast | Sabal Trail | |||||
Variable Interest Entity [Line Items] | |||||
Construction and Development Costs | $ 1,500 | ||||
Sabal Trail | |||||
Variable Interest Entity [Line Items] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Sale of Interest by Parent | 9.50% | ||||
Proceeds from Noncontrolling Interests | $ 110 |
Intangible Asset (Details)
Intangible Asset (Details) - USD ($) $ in Millions | Apr. 01, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||||||
Purchase of intangible, net | $ 80 | $ 0 | ||||
Sabal Trail | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Purchase of intangible, net | $ 40 | $ 48 | $ 40 | $ 80 | ||
Intangible Assets, Reimbursement of Intangible | $ 8 | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Sale of Interest by Parent | 9.50% | |||||
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 50.00% | |||||
Finite-Lived Intangible Asset, Useful Life | 25 years |
Marketable Securities and Res39
Marketable Securities and Restricted Funds - Schedule of Available-for-Sale Securities (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Corporate Debt Securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Accumulated Gross Unrealized Gain (Loss), before Tax | $ 0 | $ 0 |
Commercial Paper | Investments and Other Assets - Other | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | 15 | $ 11 |
Canadian Pipeline Abandonment Requirement | Investments and Other Assets - Other | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | 1 | |
Project Costs | Investments and Other Assets - Other | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities | $ 14 | |
Available-for-sale Securities | Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, contractual maturity | 1 year |
Marketable Securities and Res40
Marketable Securities and Restricted Funds - Schedule of Held-to-Maturity Securities (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Current Assets - Other | Money Market Funds | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Held-to-maturity Securities, Fair Value | $ 8 | $ 3 |
Corporate Debt Securities | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Held-to-maturity Securities, Accumulated Unrecognized Holding Gain | $ 0 | $ 0 |
Held-to-maturity Securities | Maximum | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Held-to-maturity securities, contractual maturity | 1 year |
Marketable Securities and Res41
Marketable Securities and Restricted Funds Schedule of Gain (Loss) on Investments (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Project Costs | Investments and Other Assets - Other | ||
Gain (Loss) on Investments [Line Items] | ||
Restricted Cash and Cash Equivalents, Noncurrent | $ 7 | $ 14 |
Debt and Credit Facility (Addit
Debt and Credit Facility (Additional Information) (Details) $ in Millions | 9 Months Ended | ||
Sep. 30, 2016USD ($) | Apr. 29, 2016USD ($) | Dec. 31, 2015USD ($) | |
Line of Credit Facility [Line Items] | |||
Commercial Paper Outstanding at September 30, 2016 | $ 1,177 | $ 476 | |
Debt To EBITDA Ratio | 3.7 | ||
Maximum | |||
Line of Credit Facility [Line Items] | |||
Debt To EBITDA Ratio | 5 | ||
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Expiration Date | 2,021 | ||
Total Credit Facility Capacity | $ 2,500 | $ 2,500 | |
Available Credit Facility Capacity | $ 1,323 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Hierarchy Levels, Assets that are Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | $ 345 | $ 137 |
Fair Value, Inputs, Level 2 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 344 | 137 |
Fair Value, Inputs, Level 1 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 1 | |
Corporate Debt Securities | Cash and Cash Equivalents | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 302 | 112 |
Corporate Debt Securities | Cash and Cash Equivalents | Fair Value, Inputs, Level 2 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 302 | 112 |
Corporate Debt Securities | Investments and Other Assets - Other | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 14 | 11 |
Corporate Debt Securities | Investments and Other Assets - Other | Fair Value, Inputs, Level 2 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 14 | 11 |
Interest Rate Swap | Investments and Other Assets - Other | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 28 | 14 |
Interest Rate Swap | Investments and Other Assets - Other | Fair Value, Inputs, Level 2 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 28 | $ 14 |
CANADA | Canadian Equity Securities | Investments and Other Assets - Other | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | 1 | |
CANADA | Canadian Equity Securities | Investments and Other Assets - Other | Fair Value, Inputs, Level 1 | ||
Financial Instruments [Line Items] | ||
Assets, Fair Value Disclosure | $ 1 |
Fair Value Measurements - Fai44
Fair Value Measurements - Fair Values of Financial Instruments Recorded and Carried at Book Value (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | |
Book Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Note receivable, noncurrent | [1] | $ 71 | $ 71 |
Long-term debt, including current maturities | [2] | 5,885 | 6,152 |
Approximate Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Note receivable, noncurrent | [1] | 71 | 71 |
Long-term debt, including current maturities | [2] | $ 6,300 | $ 5,906 |
[1] | Included within Investments in and Loans to Unconsolidated Affiliates. | ||
[2] | Excludes commercial paper, unamortized items and fair value hedge carrying value adjustments. |
Risk Management and Hedging A45
Risk Management and Hedging Activities (Details) - Interest Rate Swap - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Gain (Loss) on Derivative Instruments, Net, Pretax | $ 0 | |
Derivative Asset, Fair Value, Gross Asset | 28 | $ 14 |
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 0 |
Derivative Asset | $ 28 | $ 14 |
Risk Management and Hedging A46
Risk Management and Hedging Activities Risk Management and Hedging Activities - Additional Detail (Details) $ in Millions | Sep. 30, 2016USD ($) |
Interest Rate Swap | |
Derivative [Line Items] | |
Derivative, Notional Amount | $ 900 |
Issuances of Common Units (Addi
Issuances of Common Units (Additional Information) (Detail) - USD ($) shares in Thousands, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Issuances of Common Units [Line Items] | |||||
Proceeds from issuance of common units | $ 489 | $ 972 | $ 358 | ||
Limited Partners Common | |||||
Issuances of Common Units [Line Items] | |||||
Partners units issued (in shares) | 10,400 | 10,400 | |||
General Partner | |||||
Issuances of Common Units [Line Items] | |||||
Partners units issued (in shares) | 200 | 212 | |||
Proceeds from issuance of common units | $ 10 | $ 10 | |||
Limited Partner and General Partner | |||||
Issuances of Common Units [Line Items] | |||||
Proceeds from issuance of common units | $ 483 | ||||
Partnership Interest | |||||
Issuances of Common Units [Line Items] | |||||
General partner's interest in net income, ownership interest percentage | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ in Millions | Oct. 17, 2016USD ($) |
Spectra Energy Partners Lp | |
Subsequent Event [Line Items] | |
Unsecured Debt | $ 800 |
Senior Unsecured Notes Three Point Three Seven Five Percent Due Twenty Twenty Six | |
Subsequent Event [Line Items] | |
Debt Instrument, Interest Rate, Effective Percentage | 3.375% |
Debt Instrument Year of Maturity | 2,026 |
Senior Unsecured Notes Three Point Three Seven Five Percent Due Twenty Twenty Six | Spectra Energy Partners Lp | |
Subsequent Event [Line Items] | |
Unsecured Debt | $ 600 |
Senior Unsecured Notes Four Point Five Percent Due Twenty Forty Five | Spectra Energy Partners Lp | |
Subsequent Event [Line Items] | |
Unsecured Debt | $ 200 |
four point five zero percent senior unsecured notes due 2045 | |
Subsequent Event [Line Items] | |
Debt Instrument, Interest Rate, Effective Percentage | 4.50% |
Debt Instrument Year of Maturity | 2,045 |